MIRA INFORM REPORT

Report Date :

26.11.2012

IDENTIFICATION DETAILS

Name :	ROUGH MASTER CO., LTD.
Registered Office :	22^nd Floor, Gems Tower, 1249/171 Charoenkrung Road, Suriyawogse, Bangrak, Bangkok 10500
Country :	Thailand
Financials (as on) :	31.12.2011
Date of Incorporation :	11.06.2001
Reg. No.:	0105544053803
Legal Form :	Private Limited Company
LINE OF BUSINESS :	THE SUBJECT IS ENGAGED IN IMPORTING, DISTRIBUTING AND RE-EXPORTING VARIOUS KINDS OF ROUGH STONES, SUCH AS AMETHYST/GREEN AMETHYST, CITRINE, SWISS BLUE TOPAZ, SKY BLUE TOPAZ, GARNET, GREEN GOLD, QUARTZ AND ETC., FOR JEWELRY PRODUCTION.
No. of Employees :	7

RATING & COMMENTS

MIRA’s Rating :

Ca

RATING		STATUS	PROPOSED CREDIT LINE
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security

Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear

NOTES :

Any query related to this report can be made on e-mail: infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – June 30^th, 2012

Country Name	Previous Rating (31.03.2011)	Current Rating (30.06.2012)
Thailand	B1	B1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

thailand - ECONOMIC OVERVIEW

With a well-developed infrastructure, a free-enterprise economy, generally pro-investment policies, and strong export industries, Thailand enjoyed solid growth from 2000 to 2007 - averaging more than 4% per year - as it recovered from the Asian financial crisis of 1997-98. Thai exports - mostly machinery and electronic components, agricultural commodities, and jewelry - continue to drive the economy, accounting for more than half of GDP. The global financial crisis of 2008-09 severely cut Thailand's exports, with most sectors experiencing double-digit drops. In 2009, the economy contracted 2.3%. In 2010, Thailand's economy expanded 7.8%, its fastest pace since 1995, as exports rebounded from their depressed 2009 level. Steady economic growth at just below 4% during the first three quarters of 2011 was interrupted by historic flooding in October and November in the industrial areas north of Bangkok, crippling the manufacturing sector and leading to a revised growth rate of only 0.1% for the year. The industrial sector is poised to recover from the second quarter of 2012 onward, however, and the government anticipates the economy will probably grow between 5.5 and 6.5% for 2012, while private sector forecasts range between 3.8% and 5.7%.

Source : CIA

COMPANY NAME

ROUGH MASTER CO., LTD.

SUMMARY

BUSINESS ADDRESS : 22^nd FLOOR, GEMS TOWER,

1249/171 CHAROENKRUNG ROAD,

SURIYAWOGSE, BANGRAK,

BANGKOK 10500, THAILAND

TELEPHONE : [66] 2267-3851-2, 2267-3899

FAX : [66] 2267-3853

E-MAIL ADDRESS : semirough@hotmail.com

atulkandelwal@hotmail.com

REGISTRATION ADDRESS : SAME AS BUSINESS ADDRESS

ESTABLISHED : 2001

REGISTRATION NO. : 0105544053803

TAX ID NO. : 3030290557

CAPITAL REGISTERED : BHT. 6,000,000

CAPITAL PAID-UP : BHT. 6,000,000

SHAREHOLDER’S PROPORTION : THAI : 59.17%

INDIAN : 40.83%

FISCAL YEAR CLOSING DATE : DECEMBER 31

LEGAL STATUS : PRIVATE LIMITED COMPANY

EXECUTIVE : MR. VINAY KUMAR KEDIA, THAI

MANAGING DIRECTOR

NO. OF STAFF : 7

LINES OF BUSINESS : ROUGH STONES

IMPORTER, DISTRIBUTOR AND RE-EXPORTER

CORPORATE PROFILE

OPERATING TREND : STABLE

PRESENT SITUATION : OPERATING NORMALLY

REPUTATION : FAIR WITH NORMAL BUSINESS ENGAGEMENT

MANAGEMENT STANDARD : MANAGEMENT WITH FAIR PERFORMANCE

HISTORY

The subject was established on June 11, 2001 as a private limited company under the registered name ROUGH MASTER CO., LTD., by Indian-Thai group, with the business objective to import and distribute various kinds of rough stones to both domestic and international markets. It currently employs 7 staff.

The subject’s registered address is 22^nd Floor, Gems Tower, 1249/171 Charoenkrung Rd., Suriyawongse, Bangrak, Bangkok 10500, and this is the subject’s current operation address.

THE BOARD OF DIRECTOR

Name	Nationality	Age
Mr. Vinay Kumar Kedia	Thai	64
Mr. Atul Surendra Khandelwal	Indian	45

AUTHORIZED PERSON

One of the above directors can sign on behalf of the subject with company’s affixed.

MANAGEMENT

Mr. Vinay Kumar Kedia is the Managing Director.

He is Thai nationality with the age of 64 years old.

Mr. Atul Surendra Khandelwal is the General Manager.

He is Indian nationality with the age of 45 years old.

BUSINESS OPERATIONS

The subject is engaged in importing, distributing and re-exporting various kinds of rough stones, such as Amethyst/Green Amethyst, Citrine, Swiss Blue Topaz, Sky Blue Topaz, Garnet, Green Gold, Quartz and etc., for jewelry production.

PURCHASE

Most of the products are imported from India, Pakistan and South Africa, the remaining is purchased from local supplier.

SALES

Its products are sold to customers both local and overseas, mainly in Hong Kong, Republic of China and Japan.

SUBSIDIARY AND AFFILIATED COMPANY

The subject is not found to have any subsidiary or affiliated company here in Thailand.

LITIGATION

Bankruptcy and Receivership

There are no litigation on bankruptcy and receivership cases filed against the subject found at Legal Execution Department for the past five years.

Others

There are no legal suits filed against the subject according to IRICO’S DATABASE for the past two years.

CREDIT

Sales are by cash or on the credits term of 30-60 days.

Local bills are paid by cash or on the credits term of 30-60 days.

Imports are by T/T.

Exports are against T/T.

BANKING

Bangkok Bank Public Co., Ltd.

EMPLOYMENT

The subject currently employs 7 staff.

LOCATION DETAILS

The premise is rented for administrative office at the heading address. Premise is located in a prime commercial area.

Branch office is located at 34/7 Trok Trokadero, Surawong Rd., Suriyawongse, Bangrak, Bangkok 10500.

COMMENT

The subject is an importer and distributor of semi-precious rough stones. The products are for jewelry production. Semi-precious stones are also popular for fancy jewelry especially for exported market. Subject has moderate business and continued expanding.

FINANCIAL INFORMATION

The capital was registered at Bht. 4,000,000 divided into 40,000 shares of Bht. 100 each with fully paid.

The capital was increased later as follows:

Bht. 5,000,000 on April 11, 2002

Bht. 6,000,000 on April 18, 2005

The latest registered capital was increased to Bht. 6,000,000 divided into 60,000 shares of Bht. 100 each with fully paid.

THE SHAREHOLDERS LISTED WERE

[as at April 30, 2012]

NAME	HOLDING	%
Mr. Vinay Kumar Kedia Nationality: Thai Address : 25/12 Sukhumvit 20 Rd., Klongtoey, Klongtoey, Bangkok	29,500	49.17
Mr. Atul Surendra Khandelwal Nationality: Indian Address : 160/305 Silom Rd., Suriyawongse, Bangrak, Bangkok	24,500	40.83
Mr. Vishal Kedia Nationality: Thai Address : 25/12 Sukhumvit 20 Rd., Klongtoey, Bangkok	6,000	10.00

Total Shareholders : 3

Share Structure

[as at April 30, 2012]

Nationality	Shareholders	No. of Share	% Shares
Thai	2	35,500	59.17
Foreign-Indian	1	24,500	40.83
Total	3	60,000	100.00

NAME OF AUDITOR & CERTIFIED PUBLIC ACCOUNTANT NO.

Mrs. Voranuch Thicharoen No. 1566

BALANCE SHEET [BAHT]

The latest financial figures published for December 31, 2011 & 2010 were:

ASSETS

Current Assets	2011	2010
Cash and Cash Equivalents	475,550.82	309,881.94
Trade Accounts Receivable	16,804,550.97	12,497,126.78
Inventories	13,450,442.53	16,604,156.03
Other Current Assets	472,764.05	155,971.51
Total Current Assets	31,203,308.37	29,567,136.26
Fixed Assets	61,685.49	42,874.51
Other Non-current Assets	40,727.27	40,727.27
Total Assets	31,305,721.13	29,650,738.04

LIABILITIES & SHAREHOLDERS’ EQUITY [BAHT]

Current Liabilities	2011	2010
Bank Overdraft from Financial Institution	3,634,377.75	-
Trade Accounts Payable	4,828,160.89	6,392,262.04
Accrued Income Tax	135,001.10	336,233.25
Other Current Liabilities	497,724.61	1,100,735.10
Total Current Liabilities	9,095,264.35	7,829,230.39
Long-term Loan from Person or Related Company	10,911,900.00	11,211,900.00
Long-term Loan from Financial Institution	95,337.77	128,740.52
Other Non-current Liabilities	19,520.38	-
Total Liabilities	20,122,022.50	19,169,870.91
Shareholders' Equity
Share capital : Baht 100 value authorized, issued and fully paid share capital 60,000 shares	6,000,000.00	6,000,000.00
Capital Paid	6,000,000.00	6,000,000.00
Retained Earning - Unappropriated	5,183,698.63	4,480,867.13
Total Shareholders' Equity	11,183,698.63	10,480,867.13
Total Liabilities & Shareholders' Equity	31,305,721.13	29,650,738.04

PROFIT & LOSS ACCOUNT

Revenue	2011	2010
Sales	33,720,842.60	37,648,518.17
Other Income	347,492.48	201,755.89
Total Revenues	34,068,335.08	37,850,274.06
Expenses
Cost of Goods Sold	29,131,418.25	32,384,852.44
Employee Expenses	2,482,535.00	2,452,352.00
Depreciation and Amortization	22,204.90	62,423.77
Other Expenses	778,261.08	918,988.55
Total Expenses	32,414,419.23	35,818,616.76
Profit before Financial Costs & Income Tax	1,653,915.85	2,031,657.30
Financial Costs	[624,710.00]	[391,193.35]
Profit before Income Tax	1,029,205.85	1,640,463.95
Income Tax	[310,051.10]	[492,758.25]
Net Profit / [Loss]	719,154.75	1,147,705.70

FINANCIAL ANALYSIS

ITEM	UNIT	2011	2010
LIQUIDITY RATIO
CURRENT RATIO	TIMES	3.43	3.78
QUICK RATIO	TIMES	1.90	1.64
ACTIVITY RATIO
FIXED ASSETS TURNOVER	TIMES	546.66	878.11
TOTAL ASSETS TURNOVER	TIMES	1.08	1.27
INVENTORY CONVERSION PERIOD	DAYS	168.53	187.14
INVENTORY TURNOVER	TIMES	2.17	1.95
RECEIVABLES CONVERSION PERIOD	DAYS	181.90	121.16
RECEIVABLES TURNOVER	TIMES	2.01	3.01
PAYABLES CONVERSION PERIOD	DAYS	60.49	72.05
CASH CONVERSION CYCLE	DAYS	289.93	236.25
PROFITABILITY RATIO
COST OF GOODS SOLD	%	86.39	86.02
SELLING & ADMINISTRATION	%	0.07	0.17
INTEREST	%	1.85	1.04
GROSS PROFIT MARGIN	%	14.64	14.52
NET PROFIT MARGIN BEFORE EX. ITEM	%	4.90	5.40
NET PROFIT MARGIN	%	2.13	3.05
RETURN ON EQUITY	%	6.43	10.95
RETURN ON ASSET	%	2.30	3.87
EARNING PER SHARE	BAHT	11.99	19.13
LEVERAGE RATIO
DEBT RATIO	TIMES	0.64	0.65
DEBT TO EQUITY RATIO	TIMES	1.80	1.83
TIME INTEREST EARNED	TIMES	2.65	5.19
ANNUAL GROWTH
SALES GROWTH	%	(10.43)
OPERATING PROFIT	%	(18.59)
NET PROFIT	%	(37.34)
FIXED ASSETS	%	43.87
TOTAL ASSETS	%	5.58

PROFITABILITY RATIO

Gross Profit Margin	14.64	Impressive	Industrial Average	9.66
Net Profit Margin	2.13	Impressive	Industrial Average	(0.20)
Return on Assets	2.30	Impressive	Industrial Average	(0.27)
Return on Equity	6.43	Impressive	Industrial Average	(0.72)

Gross Profit Margin used to assess a firm's financial health by revealing the proportion of money left over from revenues after accounting for the cost of goods sold. Gross profit margin serves as the source for paying additional expenses and future savings. The company’s figure is 14.64%. When compared with the industry average, the ratio of the company was higher, this indicated that company was more profitable than the same industry.

Net Profit Margin is the indicator of the company's efficiency in that net profit takes into consideration all expenses of the company. A low profit margin indicates a low margin of safety, higher risk that a decline in sales will erase profits and result in a net loss. The company’s figure is 2.13%, higher figure when compared with those of its average competitors in the same industry, indicated that business was an efficient operator in a dominant position within its industry.

Return on Assets measures how efficiently profits are being generated from the assets employed in the business when compared with the ratios of firms in a similar business. A low ratio in comparison with industry averages indicates an inefficient use of business assets. Return on Assets ratio is 2.3%, higher figure when compared with those of its average competitors in the same industry, indicated that business was an efficient profit in a dominant position within its industry.

Return on Equity indicates how profitable a company is by comparing its net income to its average shareholders' equity, ROE measures how much the shareholders earned for their investment in the company. Return on Equity ratio is 6.43%, higher figure when compared with those of its average competitors in the same industry, indicated that business was an efficient profit in a dominant position within its industry.

Trend of the average competitors in the same industry for last 5 years

Return on Assets Uptrend

Return on Equity Stable

LIQUIDITY RATIO

Current Ratio	3.43	Impressive	Industrial Average	1.72
Quick Ratio	1.90
Cash Conversion Cycle	289.93

The Current Ratio is to ascertain whether a company's short-term assets are readily available to pay off its short-term liabilities. The company's figure is 3.43 times in 2011, decreased from 3.78 times, then it is generally considered to have good short-term financial strength. When compared with the industry average, the ratio of the company was higher, indicated that company was an efficient operator in a dominant position within its industry.

The Quick Ratio is a liquidity indicator that further refines the current ratio by measuring the amount of the most liquid current assets there are to cover current liabilities. The company's figure is 1.9 times in 2011, increased from 1.64 times, although excluding inventory so the company still have good short-term financial strength.

The Cash Conversion Cycle measures the number of days a company's cash is tied up in the production and sales process of its operations and the benefit from payment terms from its creditors. It meant the company could survive when no cash inflow was received from sale for 290 days.

Trend of the average competitors in the same industry for last 5 years

Current Ratio Downtrend

LEVERAGE RATIO

Debt Ratio	0.64	Acceptable	Industrial Average	0.60
Debt to Equity Ratio	1.80	Risky	Industrial Average	1.67
Times Interest Earned	2.65	Impressive	Industrial Average	0.63

Debt to Equity Ratio a measurement of how much suppliers, lenders, creditors and obligors have committed to the company versus what the shareholders have committed. A lower the percentage means that the company is using less leverage and has a stronger equity position.

Times Interest Earned measuring a company's ability to meet its debt obligations. Ratio is 2.65 higher than 1, so the company can pay interest expenses on outstanding debt.

Debt Ratio shows the proportion of a company's assets which are financed through debt. The company's figure is 0.64 greater than 0.5, most of the company's assets are financed through debt.

Trend of the average competitors in the same industry for last 5 years

Debt Ratio Uptrend

Times Interest Earned Uptrend

ACTIVITY RATIO

Fixed Assets Turnover	546.66	Impressive	Industrial Average	10.73
Total Assets Turnover	1.08	Acceptable	Industrial Average	1.47
Inventory Conversion Period	168.53
Inventory Turnover	2.17	Satisfactory	Industrial Average	2.17
Receivables Conversion Period	181.90
Receivables Turnover	2.01	Acceptable	Industrial Average	3.31
Payables Conversion Period	60.49

Trend of the average competitors in the same industry for last 5 years

Fixed Assets Turnover Uptrend

Total Assets Turnover Downtrend

Inventory Turnover Downtrend

Receivables Turnover Downtrend

DIAMOND INDUSTRY – INDIA

- From time immemorial, India is well known in the world as the birthplace for diamonds.  It is difficult to trace the origin of diamonds but history says that in the remote past, diamonds were mined only in India. Diamond production in India can be traced back to almost 8^th Century B.C.  India, in fact, remained undisputed leader till 18^th Century when Brazilian fields were discovered in 1725 followed by emergence of S. Africa, Russia and Australia.

- The achievement of the Indian diamond industry was possible only due to combination of the manufacturing skills of the Indian workforce and the untiring and unflagging efforts of the Indian diamantaires, supported by progressive Government policies.

- The area of study of family owned diamond businesses derives its importance from the huge conglomerate of family run organizations which operate in the diamond industry since many generations.

- Some of the basic traits of family run business enterprises include spirit of entrepreneurship, mutual trust lowers transaction costs, small, nimble and quick to react, information as a source of advantage and philanthropy.

- Family owned diamond businesses need to improve on many fronts including higher standard of corporate governance, long-term performance – focused strategies, modern management and technology.

- The diamond jewellery industry in India today may be more than Rs 60000 mil and is rated amongst the fastest growing  in the world. Indi ranks third in the world in domestic diamond consumption.

- Utmost caution is to be exercised while dealing with some medium and large diamond traders which are usually engaged in fictitious import – export, inter-company transactions, financially assisted by banks. In the process, several public sector banks lost several hundred million rupees. They mostly diverted borrowed money for diamond business into real estate and capital markets.

- Excerpts from Times of India dated 30^th October 2010 is as under –

DIAMOND SAGA – DIRTY DOZEN STUCK WITH 2K CR DEBT

This could be the biggest credibility crisis the Indian diamond industry has ever faced. Fifteen banks run the risk of losing Rs 2000 crore lent to a dozen diamond firms in Surat. Until about two months ago, they had not repaid  these dues. Bankers believe many diamantaires borrowed money during the economic downturn two years ago and diverted funds to businesses like real estate and capital markets. Many of themselves made money from these businesses but their diamond companies have gone sick and declared insolvency.

- Most of the money borrowed from the banks in the name of their diamond business has been diverted in real estate and the share market. The banks are not in a position to seize their properties because in many cases, these were purchased in the name of their relatives and friends.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.55.34
UK Pound	1	Rs.88.30
Euro	1	Rs.71.37

INFORMATION DETAILS

Report Prepared by :

SDA

RATING EXPLANATIONS

RATING		STATUS	PROPOSED CREDIT LINE
>86	Aaa	Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums	Unlimited
71-85	Aa	Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums	Large
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended
--	NB	New Business	--

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

Financial condition (40%) Ownership background (20%) Payment record (10%)

Credit history (10%) Market trend (10%) Operational size (10%)

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This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.